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Broadridge shareholders elect 10 directors, back pay

Deloitte & Touche LLP's appointment was ratified as independent registered public accountants for the fiscal year ending June 30, 2027.

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Form Type
8-K

Rhea-AI Filing Summary

At its annual meeting on November 10, 2026, Broadridge Financial Solutions, Inc. (BR) reported that stockholders approved all three management proposals. They elected 10 directors to one-year terms, approved the advisory say-on-pay proposal, and ratified Deloitte & Touche LLP as independent registered public accountants for the fiscal year ending June 30, 2027.

Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Directors elected 10 directors One-year terms at the November 10, 2026 annual meeting
Say on Pay votes for 81,209,975 votes November 10, 2026 annual meeting
Say on Pay votes against 7,553,149 votes November 10, 2026 annual meeting
Auditor ratification votes for 97,035,547 votes November 10, 2026 annual meeting
Auditor ratification votes against 1,596,960 votes November 10, 2026 annual meeting
Say on Pay Vote technical
"the advisory vote to approve the Company’s executive compensation"
BROKER NON-VOTE technical
"FOR | AGAINST | ABSTAIN | BROKER NON-VOTE"
A broker non-vote happens when a brokerage firm holds shares in street name for a client but does not cast a ballot on a particular shareholder item because the broker lacks discretionary authority to vote that matter. Think of it like a person who owns a ticket but the ticket-holder refuses to vote on some issues; the share counts for ownership but not for that vote, which can affect whether proposals reach the required number of votes or a quorum.
independent registered public accountants technical
"as the Company’s independent registered public accountants"
Independent registered public accountants are external auditing firms licensed to examine a public company’s financial records and issue an objective opinion on whether the financial statements are accurate and follow accounting rules. They matter to investors because their independent check is like a neutral referee confirming the score in a game — it reduces the risk of errors or misleading information and helps investors trust the financial reports used to make decisions.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How did BR stockholders vote on executive compensation?

Stockholders approved the advisory executive compensation proposal, with 81,209,975 votes for and 7,553,149 against. There were 116,928 abstentions and 9,967,351 broker non-votes.

How many votes supported BR's auditor ratification?

The appointment of Deloitte & Touche LLP received 97,035,547 votes for and 1,596,960 against. There were 214,896 abstentions and 0 broker non-votes.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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0001383312false00013833122026-11-102026-11-10

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 10, 2026
------------
BROADRIDGE FINANCIAL SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)
Delaware
001-33220
33-1151291
(State or other jurisdiction of incorporation)
(Commission file number)
(I.R.S. Employer Identification No.)


605 Third AvenueNew YorkNew York10158
(Street Address)(City)(State)Zip Code

Registrant’s telephone number, including area code: (212) 918-8900

N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class:
Trading Symbol
Name of Each Exchange on Which Registered:
Common Stock, par value $0.01 per share
BR
New York Stock Exchange










Item 5.07. Submission of Matters to a Vote of Security Holders.
On November 10, 2026, Broadridge Financial Solutions, Inc. (“Broadridge” or the “Company”) held its 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”).

At the 2026 Annual Meeting, stockholders approved all of management’s proposals, which were:

1.The election of 10 directors for terms of one year and until their successors are elected and qualified;

2.The advisory vote to approve the Company’s executive compensation (the Say on Pay Vote); and

3.The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accountants for the fiscal year ending June 30, 2027.

Proposal No. 1: To elect 10 directors to hold office until the Annual Meeting of Stockholders in the year 2027 and until their respective successors are duly elected and qualified.


FORAGAINSTABSTAINBROKER NON-VOTE
Todd Diganci88,647,615174,51657,9219,967,351
Robert N. Duelks85,288,7343,531,73259,5869,967,351
Melvin L. Flowers86,686,3792,079,873113,8009,967,351
Timothy C. Gokey88,363,406455,60161,0459,967,351
Maura A. Markus83,613,2745,212,25354,5259,967,351
Patricia A. Mosconi87,646,4411,177,53856,0739,967,351
Eileen K. Murray86,953,0391,869,22457,7899,967,351
Annette L. Nazareth86,852,3341,913,990113,7289,967,351
Christopher J. Perry88,150,481668,56461,0079,967,351
Srinivas D. Tallapragada87,785,9431,032,35261,7579,967,351

Proposal No. 2: Advisory vote on the Company’s executive compensation (the Say on Pay Vote).
FORAGAINSTABSTAINBroker Non-Votes
81,209,975 7,553,149 116,928 9,967,351 
Proposal No. 3: To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accountants for the fiscal year ending June 30, 2027.
FORAGAINSTABSTAINBROKER NON-VOTES
97,035,5471,596,960214,8960





Item 9.01.Financial Statements and Exhibits.

(d) Exhibits.
Exhibit No.Description
104Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document.






SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: November 10, 2026

                        BROADRIDGE FINANCIAL SOLUTIONS, INC.
                    

                         By: /s/ Hope M. Jarkowski
                         Hope M. Jarkowski
                         Corporate Vice President,
Chief Legal Officer

Filing Exhibits & Attachments

3 documents

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